Third Point LLC

390 Park Avenue

New York, NY 10022
Tel 212 715 3880

April 26, 2016

First Quarter 2016 Investor Letter
Review and Outlook
Volatility across asset classes and a reversal of certain trends that started last summer
caught many investors flat-footed in Q1 2016. The markets sell-off began with the Chinese
governments decision to devalue the Renminbi on August 11, 2015 and ended with the
RMBs bottom on February 15, 2016, as shown in the chart below:

By early this year, the consensus view that China was on the brink and investors should
brace for impact was set in stone. In February, many market participants believed China
faced a Trilemma which left the government with no choice but to devalue the currency if
it wished to maintain economic growth and take necessary writedowns on some $25
trillion of SOE (State Owned Enterprise) debt.

Based largely on this view, investors

(including Third Point) crowded into short trades in the RMB, materials, and companies
that were economically sensitive or exposed to Chinese growth.

Making matters worse, many hedge funds remained long FANG stocks (Facebook,
Amazon, Netflix, and Google), which had been some of 2015s best performing securities.
Further exacerbating the carnage was a huge asset rotation into market neutral strategies
in late Q4. Unfortunately, many managers lost sight of the fact that low net does not mean
low risk and so, when positioning reversed, market neutral became a hedge fund killing
field. Finally, the Valeant debacle in mid-March decimated some hedge fund portfolios and
the termination of the Pfizer-Allergan deal in early April dealt a further blow to many other
investors. The result of all of this was one of the most catastrophic periods of hedge fund
performance that we can remember since the inception of this fund
When markets bottom, they dont ring a bell but they sometimes blow a dog whistle. In
mid-February, we started to believe that the Chinese government was unwilling to devalue
the RMB and was instead signaling that additional fiscal stimulus was on deck (an option
that the bears had ruled out). Nearly simultaneously, the dollar peaked and our analysis
also led us to believe that oil had reached a bottom. We preserved capital by quickly
moving to cover our trades that were linked to Chinese weakness/USD dominance in areas
like commodities, cyclicals, and industrials. We flipped our corporate credit book from net
short to net long by covering shorts and aggressively adding to our energy credit positions.
However, we failed to get long fast enough in cyclical equities and, while we avoided losses
from shorts, we largely missed the rally on the upside. Unfortunately, our concentration in
long health care equities and weakness in the structured credit portfolio caused our
modest losses in Q1.
So where do we go from here? As most investors have been caught offsides at some or
multiple points over the past eight months, the impulse to do little is understandable. We
are of a contrary view that volatility is bringing excellent opportunities, some of which we
discuss below. We believe that the past few months of increasing complexity are here to
stay and now is a more important time than ever to employ active portfolio management to
take advantage of this volatility. There is no doubt that we are in the first innings of a
washout in hedge funds and certain strategies. We believe we are well-positioned to seize
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the opportunities borne out of this chaos and are pleased to have preserved capital through
a period of vicious swings in treacherous markets.
Quarterly Results
Set forth below are our results through March 31, 2016:
Third Point
Offshore Fund Ltd.

S&P 500

2016 Year-to-Date Performance*

-2.3%

1.3%

Annualized Return Since Inception**

15.8%

7.3%

*Through March 31, 2016. ** Return from inception, December 1996 for TP Offshore Fund Ltd. and S&P 500.

Portfolio Positioning
Equity Investments: Risk Arbitrage and Pro Forma Situations
Event-driven and activist strategies performed poorly in 2015 and in Q1 2016. We
believe that the resulting redemptions and liquidations from these strategies have helped
to create todays environment, which is one of the more interesting we have seen in many
years for classic event situations like risk-arbitrage and transformative mergers. Many
investors are ignoring companies in the midst of deals because catalysts are longer-dated
(well into 2017) which is allowing us to buy outstanding enterprises at bargain valuations
on 2017/18 earnings. Many of these combined businesses should compound in value
thanks to the benefit of synergies, modest financial leverage, and strong or improved
management teams that have a history of successful capital allocation. Some of the most
interesting situations are described below:
Dow/DuPont
We are encouraged by the latest developments in our investment in Dow which announced
a merger with DuPont in December. In February, the company revealed that long-time CEO
Andrew Liveris will be stepping aside not long after the mergers completion. DuPonts
CEO, Ed Breen, is a proven operator and capital allocator. Breen made his mark by
streamlining Tyco, a long-time industrial conglomerate, splitting the company into focused
units and thus created enormous shareholder value. He brings an unbiased perspective
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and is not afraid to challenge the status quo, two qualities that will be essential in leading
Dow/DuPont given the histories of both of these conglomerates.
We continue to believe there is potential for operational improvement at Dow that would
be incremental to the $3 billion announced synergy target; in aggregate, approximately $5
billion of earnings improvement could be unlocked. The merger structure preserves both
companies strong balance sheets which, combined with fading Sadara and Gulf Coast
CapEx, should allow for meaningful capital return while maintaining a strong investment
grade balance sheet. Taking all of these factors into account, we believe the pro forma
entity is capable of generating $5.50 6.00 of EPS in 2018. Given that these earnings will
consist of contributions from several focused spinoffs, we also believe that multiple
expansion is likely.
Conglomerate structures often breed unintended consequences like misaligned incentives
and suboptimal capital allocation. Going forward, segments in both companies will no
longer have to compete for capital with disparate businesses. They will become liberated
and empowered to create their own targets with their own incentive plans. More work
needs to be done to ensure that the split results in focused, pure-play businesses, in
particular because the current structure still has basic petrochemicals and specialty
businesses housed together. Re-jiggering the split structure may in itself unlock
incremental synergies as more specialty product businesses would benefit from being
managed together.
A major step forward has been achieved with the appointment of a new merge-co CEO and
a strategy to split the business. Now the focus shifts toward creating the optimal split
structure and ensuring the proper leadership and governance in each split entity is put into
place. With the right management, structure, and a synergy target that looks conservative
in light of the prospect for more sweeping change, we believe we have a compelling long
term investment in Dow/DuPont.

BUD/SAB/TAP
The long awaited acquisition of SAB Miller (SAB) by Anheuser Busch InBev (BUD)
announced late last year created two interesting pro forma situations. The deal, expected
to close in the second half of 2016, will combine the two largest global brewers and create
an unrivaled player with strong pricing power in an increasingly consolidated global
industry. It will also transform Molson Coors (TAP) into a stronger regional competitor
following the acquisition of certain SAB assets that must be sold for anti-trust reasons.
Starting with BUD, we think the stock ought to grow nicely over the next several years as
the true earnings power of the new company is revealed. Part of the gains will come from
improving the underlying profitability of SAB, as operational control of its assets is
transferred to BUDs highly regarded management team led by CEO Carlos Brito. Another
part will come from the capture of deal-related cost and revenue synergies, as duplication
is eliminated and BUDs global brands like Budweiser, Corona, and Stella are rolled out to
legacy SAB markets in Africa and Latin America. Finally, the rest should come from
financial engineering as BUDs under-levered balance sheet is monetized to help finance
the transaction. We also think the new company will likely command a higher valuation as
SABs emerging market exposure will be accretive to top line growth over time.
TAP, on the other hand, stands to benefit greatly from acquiring divested assets. The
company is picking up the remaining 58% share of the MillerCoors US joint venture that it
does not already own, the perpetual rights to import legacy SAB global brands such as
Peroni in the US, and the global rights to the Miller brand. The transaction is highly
accretive for TAP given the sheer size of the acquired assets. It also gives the company full
control over its most important market, something that ought to improve operational
effectiveness and increase the long-term strategic value of the company to a potential
acquirer as the global beer industry continues to consolidate. As is the case with BUD, we
believe TAP will compound nicely over the next several years as the market more fully
appreciates the earnings power and strategic optionality of the pro forma company.

Time Warner Cable/Charter Communications

Charter Communications is a domestic provider of voice, video, and high-speed data. In
May 2015, Charter announced the acquisition of Time Warner Cable. This is a
transformational deal that quadruples the companys scale while driving substantial
operating efficiencies. Importantly, the pro forma company will be led by Charters current
CEO, Tom Rutledge, who we view as one of the best operators in the industry.
New Charter is well positioned to capture market share from satellite and telco
competitors given its advantaged high-speed data product. In addition, Mr. Rutledges
track record of boosting video penetration, driving down service costs, and executing large
network transformations at legacy Charter makes us optimistic about his leadership of the
new entity.
There are several operational benefits awaiting the New Charter. The companys increased
scale will help facilitate a continued turnaround at both Charter and Time Warner Cable
and the deal also creates new revenue opportunities in business services and
wireless. Additionally, Charter should have increased negotiating leverage with content
providers which should deliver substantial cost savings over time.
Substantial free cash flow per share growth will be driven by accelerated revenue growth,
margin expansion, synergies, lower capital intensity, significant tax assets, and substantial
share repurchases. As a result, we believe Charters share price can compound at ~25
30% over the next two years.
Chubb
Chubb Ltd. is the product of ACE Limiteds acquisition of The Chubb Corporation which
closed in January. The deal combined two world-class operators that have consistently put
up ~90% combined ratios almost 900bps better than North American peers and have
compounded book value at 10%+ the past decade, more than double that of peers. The
new Chubb is the largest public pure-play P&C company by underwriting income. It also
has a number of factors we look for in a pro forma situation: an A+ CEO in Evan Greenberg;
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complementary fit across products, distribution, and geography; and a plan that is less
focused on short-term cost savings than long-term strategic opportunities for growth,
which are abundant.
Chubbs scale and focus on growth could not come at a better time as certain competitors
scale back operations to satisfy shareholder demands. We are willing to forego short-term
cost cuts or buybacks to own a franchise that is a long-term winner with the premier
franchise in US high-net-worth insurance, #1 share in global professional lines, and an
enviable global platform with leading A&H and personal lines in Asia and Latin America.
We view Chubb as a high-quality compounder in the financials space, with double-digit
earnings growth potential over the next few years. Critically, this earnings power is far less
sensitive to rates and credit quality than fundamental execution.
Danaher Industries
Danaher is a diversified multi-industrial company with an increasing exposure to life
science and healthcare-oriented businesses.

Operating across five different business

segments and built up through over 400 acquisitions over the companys history, the
cornerstone for Danahers successful integration and value creation strategy has been the
Danaher Business System (DBS). Adapted from Japanese principles of kaizen, DBS has
evolved into a set of processes and corporate culture revolving around continuous
improvement, helping to drive organic growth and annual margin improvement across
Danahers portfolio.
In May 2015, Danaher announced the acquisition of a filtration industry leader, Pall Corp,
as well as the subsequent split of Danaher into two companies. The split, to be effectuated
Q3 2016, will highlight value at both New Danaher a collection of Danahers life science,
medical and lower cyclicality businesses and the spin-off, Fortive an industrial focused
mini-Danaher.
New Danaher, representing the large majority of post-split value, will have 60%
consumables sales mix, 4% organic growth, 100bps of annual margin expansion, and
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>100% FCF conversion, an algorithm that will continue the Danaher tradition of
compounded earnings growth. The attractive end-market mix, earnings growth, and deep
bench of DBS operators will make New Danaher a premium life sciences company that
should trade at the high end of its peer group.
Fortive, akin to what Danaher originally looked like two decades ago, will have greatly
increased M&A optionality and the ability to deploy free cash flow into assets which have
historically received less focus within the Danaher portfolio. With the same DBS roots and
team of disciplined operators, Fortive will also provide a multi-year compounding
opportunity.
We initiated a position following the announcements last summer which mark a
transformational step in Danahers decade-long efforts to continuously improve its
portfolio of businesses. Despite Danahers portfolio of businesses looking more attractive
than ever, its current valuation premium to the S&P 500 is modest and remains well below
its ten year historical average premium. Over the last ten years, Danaher has compounded
at 2x the rate of the S&P 500. We recently added to the position after a meeting with the
company reinforced our confidence not only in their operations but also in the companys
culture and importance of their values and principles in driving future success.
Sincerely,
Third Point LLC
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All performance results are based on the NAV of fee paying investors only and are presented net of management fees, brokerage commissions,
administrative expenses, and accrued performance allocation, if any, and include the reinvestment of all dividends, interest, and capital gains. While
performance allocations are accrued monthly, they are deducted from investor balances only annually or upon withdrawal. The performance results
represent fund-level returns, and are not an estimate of any specific investors actual performance, which may be materially different from such
performance depending on numerous factors. All performance results are estimates and should not be regarded as final until audited financial statements
are issued.
All P&L or performance results are based on the net asset value of fee-paying investors only and are presented net of management fees, brokerage
commissions, administrative expenses, and accrued performance allocation, if any, and include the reinvestment of all dividends, interest, and capital gains.
The performance above represents fund-level returns, and is not an estimate of any specific investors actual performance, which may be materially different
from such performance depending on numerous factors. All performance results are estimates and should not be regarded as final until audited financial
statements are issued.

While the performances of the Funds have been compared here with the performance of a well-known and widely recognized index, the index has not been
selected to represent an appropriate benchmark for the Funds whose holdings, performance and volatility may differ significantly from the securities that
comprise the index. Investors cannot invest directly in an index (although one can invest in an index fund designed to closely track such index).
Past performance is not necessarily indicative of future results. All information provided herein is for informational purposes only and should not be
deemed as a recommendation to buy or sell securities. All investments involve risk including the loss of principal. This transmission is confidential and may
not be redistributed without the express written consent of Third Point LLC and does not constitute an offer to sell or the solicitation of an offer to purchase
any security or investment product. Any such offer or solicitation may only be made by means of delivery of an approved confidential offering
memorandum.
Specific companies or securities shown in this presentation are meant to demonstrate Third Points investment style and the types of industries and
instruments in which we invest and are not selected based on past performance. The analyses and conclusions of Third Point contained in this presentation
include certain statements, assumptions, estimates and projections that reflect various assumptions by Third Point concerning anticipated results that are
inherently subject to significant economic, competitive, and other uncertainties and contingencies and have been included solely for illustrative purposes.
No representations, express or implied, are made as to the accuracy or completeness of such statements, assumptions, estimates or projections or with
respect to any other materials herein.
Information provided herein, or otherwise provided with respect to a potential investment in the Funds, may constitute non-public information regarding
Third Point Offshore Investors Limited, a feeder fund listed on the London Stock Exchange, and accordingly dealing or trading in the shares of that fund on
the basis of such information may violate securities laws in the United Kingdom and elsewhere.
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